/NOT FOR RELEASE OR DISTRIBUTION IN THE UNITED STATES OR DISSEMINATION TO U.S. NEWS WIRE SERVICES./
TORONTO, July 10, 2012 /CNW/ - SelectCore Ltd. ("SCG" or the "Company") (TSX-V: SCG) announced today that it has filed a preliminary short form prospectus with the securities regulatory authorities in the provinces of British Columbia, Alberta and Ontario in connection with a "best efforts" public offering of units ("Units") of the Company (the "Offering"). Each Unit will be comprised of one common share of the Company (a "Common Share") and one Common Share purchase warrant (a "Warrant"). Each Warrant will be exercisable to acquire one Common Share for a period of three years following the closing of the Offering.
MGI Securities Inc. (the "Agent") will act as agent under the Offering. The Company has granted the Agent an over-allotment option exercisable in whole or in part at any time up to the 30th day following the closing of the Offering to arrange for the sale of up to an additional 15% of the Units (or up to 15% of the underlying Common Shares and/or Warrants) sold pursuant to the Offering.
The size of the Offering, price per Unit and exercise price of the Warrants will be determined in the context of the market prior to the filing of the (final) short form prospectus in respect of the Offering.
The Company intends to use net proceeds of the Offering for capital expenditures relating to additional network and infrastructure requirements, new hires, reduction of trade payables and working capital purposes.
The Offering is subject to regulatory approval including the approval of the TSX Venture Exchange and applicable securities regulatory authorities.
This press release is not an offer to sell or the solicitation of an offer to buy the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to qualification or registration under the securities laws of such jurisdiction. The securities being offered have not been, nor will they be, registered under the United States Securities Act of 1933, as amended, and such securities may not be offered or sold within the United States or to, or for the account or benefit of, U.S. persons absent registration or an applicable exemption from U.S. registration requirements.
Established in 1999, SelectCore is a leading prepaid financial services provider and transaction processor for under-banked and underserved markets. From prepaid mobile top-up to stored-value cards and remittance solutions, SelectCore services a market of millions of under-banked consumers through its technology platforms and extensive retail distribution network. SelectCore is a publicly traded company listed on the TSX Venture Exchange under the symbol "SCG" (TSXV: SCG). SelectCore was ranked by Profit100 as one of Canada's fastest-growing companies in 2006, 2007, 2009 and 2010. SelectCore was also ranked one of North America's fastest growing companies on Deloitte's 2011 Technology Fast 500.
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
Certain information in this news release contains forward-looking statements including the use of proceeds of the Offering. These forward-looking statements are subject to numerous risks and uncertainties, certain of which are beyond SelectCore's control including, without limitation, the risk that the Offering will not be completed on the terms described or at all, the risk that SelectCore will expend the net proceeds of the Offering in a manner different than that indicated, the impact of general economic conditions, industry conditions, fluctuation of exchange rates, industry competition, availability of qualified personnel and management, stock market volatility and timely and cost effective access to sufficient capital from internal and external sources. As a consequence, actual results may differ materially from those anticipated in the forward-looking statements. Readers are cautioned that the forgoing list of factors is not exhaustive. Additional information on these and other factors that could affect SelectCore's operations and financial results are included in reports on file with Canadian securities regulatory authorities and may be accessed through the SEDAR website (www.sedar.com). Furthermore, the forward-looking statements contained in this news release are made as at the date of this news release and SelectCore does not undertake any obligation to update publicly or to revise any of the forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required by applicable securities laws.
For further information:
SelectCore Investor Relations
(800) 584-8819 ext. 105